The Ghouliest Show On Earth
by Scoobyfan1
Summary: Part of my 13 Ghosts of Scooby Doo fan fic series, but rewritten, and with Fred and Velma and without Scrappy Doo. Circuses are supposed to be fun, bright and cheerful places. Of course, when you're dealing with a circus run by a ghostly ringmaster, nothing is as it seems. Also, for any Shelma fans, check out Chapter 3 of the story. Currently being re-edited.
1. Chapter 1

Author's Notes: Scooby Doo and all related characters are copyright 2009 Hanna-Barbera Productions/Warner Brothers/Cartoon Network. No challenge to their ownership is implied; I am not making any money from writing this story, I am just a fan and I am writing this simply for fun.

Chapter 1

Our story opens at a train station in Scooby Doo's hometown of Dooville; the citizens of Dooville have constructed a large banner that reads Welcome Home Scooby Doo while the parents of the cowardly sleuth wait patiently for their now world famous son.

"Just think dada, our little boy is a world famous ghost chaser," remarked a female great dane with light brown hair.

"He sure is momsy and it will sure be nice to see him again after all this time" replied a male great dane who looked exactly like Scooby except for the fact that he was a bit older and was wearing glasses.

The crowd at the station including Scooby's parents then began to hear the whistle of a train, the crowd stirred with excitement as they prepared to welcome the train.

"Look dada I see a train coming, it must be Scooby's" the female Dane said.

"No dear, it's just a circus train" the male Dane replied.

"Professor Fantasmo's Circus Fantastique" the female Dane said reading the side of the train.

The train pulled up to the station as the door opened wide; standing at the entrance to the door was a man dressed a red ring master's uniform, gray pants, as well as a grey top hat; he also carried what looked to be either a black walking stick or cane.

"Yes ladies and gentlemen Professor Fantasmo's Circus Fantastique; the most fun you'll ever have in your entire lives" the man remarked.

"A circus? It sure sounds wonderful" the female Dane commented.

"Yes folks and today only Professor Fantasmo's Circus Fantastique is completely free; free rides, free games and free food" the man explained.

"A free circus, now that sounds fantastic; come on dada let's go!" the female Dane declared.

"But what about Scooby?" the male Dane asked.

"Don't worry, we'll be back in time to welcome him home" the female Dane replied.

"Oh all right" the male Dane said reluctantly.

Meanwhile several hundred miles away the members of the world famous detective agency Mystery Inc. are on a train bound for Dooville, the home town of the group's cowardly canine: Scooby Doo; the five human members of the gang and the one canine member are relaxing in one of the passenger cars talking about their current vacation and their eventual destination.

"Well gang we should be in Dooville in about an hour" Fred remarked.

"Yeah, it'll sure be glad to see Momsy and Daddy Doo again right Scooby?" Velma asked.

"Reah" Scooby replied happily.

"And like taking a train there is sure a great way to go" Shaggy remarked.

"It sure is Shaggy, I can't think of a better way to see the sights" Velma agreed.

"Well, traveling by car or van is sure a cool way to travel," Fred stated.

"Don't forget about traveling by airplane," Daphne added.

"Rot for re" Scooby commented.

"Why not Scooby?" Daphne asked.

"Like I bet I know why, you don't like those dog cages right Scoob?" Shaggy asked.

"Ruh-huh" Scooby answered.

"Don't worry Scooby, at least on the train you won't have to worry about that" Velma replied.

"Ri rope ri don't rave to rorry rabout ranything relse" Scooby commented.

"Don't worry Scoob, what could happen to you on a train?" Shaggy commented.

Meanwhile on top of the train Bogel and Weerd the two ghosts that have been following Scooby and friends since they opened the Chest of Demons are getting ready to derail Scooby and the gang's journey.

"OK Bogel, Scooby Doo and his friends are inside the train; all we have to do is unlatch the car they're in from the rest of the train and that will take care of Scooby Doo and friends" Weerd laughed evilly.

"Right Weerd, after this ride we won't have to worry about them any more" Bogel replied.

"You're right about that Bogel old buddy and not only that but if this works out we'll have no trouble getting into SAPS" Weerd added.

Weerd reached down and unhooked Scooby and the gang's car from the rest of the train, sending it careening out of control; after the car became separated from the train Weerd and Bogel pointed and laughed as it went on its way without the rest of the train.

Scooby and company's train car sped out of control heading for who knows where, but at the present time it was certainly not headed towards the gang's destination of Dooville; the train car traveled about several hundred feet before heading onto the same track as another train going in the other direction.

"When this is over, we'll be full fledged members of the Spooks and Poltergeists Society for sure" Weerd said as he and Bogel materialized near a train switch; the somewhat dimwitted spirit turned the switch and Scooby and company's train headed straight onto the path of the oncoming train, meanwhile Mystery Inc. relaxed in their car as they figured that they were safe for now, but as they would soon learn, they were in some major danger.

Weerd and Bogel stood by or rather floated by and watched happily as Scooby and company's train car continued to head straight for the other train.

"Bon Voyage Scooby Doo!" Bogel said, somewhat sure of himself and his comrade's accomplishment; however the two were very surprised as the train car climbed atop the other train, somewhat safe for the moment.

"Of all the rotten luck!" Bogel bemoaned as he and Weerd were quite unhappy at this turn of events.

Scooby and company's train car then continued traveling along the tops of the other cars, then dropped off onto the main track and proceeded on its journey as planned; however, Bogel and Weerd weren't quite through with the Great Dane and his mystery solving friends just yet.

The two ghosts then materialized near another section of train tracks and decided to attempt yet another dirty trick on Mystery Inc.; the two ghosts laughed as they bent the track to the left, hoping that the train would continue to follow the same route it was currently traveling; naturally the trick worked as the train headed down the bent section of track, however the two ghosts didn't realize that the train was heading straight for them and was trying to mow them down.

"Yikes!" Bogel exclaimed as he attempted to run out of sight.

"Bogel, what are you running for, that train can't hurt us, we're ghosts remember?" Weerd replied as he caught his ghostly compatriot.

"Oh yeah, I forgot don't you know?" Bogel replied; however as usual the ghosts were dead wrong as the train slammed straight into the two ghosts; the two spirits got the distinct pleasure or unfortunate pleasure of traveling first class on the front of the train, which was continuing to head out of control.

The train then traveled down a cliff, past some houses and farms and dozens of trees and plants; meanwhile a few moments later Bogel and Weerd were thrown from the train as unfortunately for them, they weren't hanging on tight enough and weren't wearing seatbelts.

Meanwhile Scooby and the rest of Mystery Inc. continued on their journey, and a few moments later Velma looked out the window of the car and noticed that the train was passing through the outskirts of the town of Dooville.

"I can see a Welcome to Dooville sign Scooby, it looks like we're almost there" the bespectacled teen remarked.

A few more moments passed and Mystery Inc.'s train continued down the tracks, and a few more minutes later the car rejoined the rest of the train as it continued on its way to the Dooville Train Station; finally a few more minutes passed and the gang's train pulled into the station, for now it seemed that Scooby and company were safe from danger, although as they would find out, they wouldn't be safe for long.

"Well here we are gang, Dooville!" Fred commented as the gang's train car door opened and Mystery Inc. stepped outside.

"Reah, rit'll re reat ro ree Rommy rand Raddy Roo ragain" Scooby replied.

The Great Dane and friends looked around the train station expecting to see Scooby's parents and hundreds of people, however all they saw was pieces of paper blowing across the ground; the gang then decided to use their detective skills to figure out a logical explanation as to where the citizens of Dooville were.

"That's strange, Scooby's parents knew we were coming and they knew Scooby was coming too, so why didn't anyone come down to the station to meet us?" Velma remarked.

"Beats me Velma" Fred replied.

"Well whatever's going on, let's look around for any clues" Daphne added.

"Good thinking Daphne, we might find something to help us locate Scooby's folks" Fred replied.

With that Scooby, Shaggy, Fred, Daphne, Velma and Flim Flam began searching around the train station; within a few minutes the group's canine member spoke, or rather barked up as he apparently had found a clue.

"Ruh-roh, rook at rhis" Scooby commented.

The Great Dane motioned towards the ground as he picked up a container with what looked to be dog-bone shaped treats in it.

"Like I don't like the looks of this, Scoob's parents wouldn't leave a plate of Scooby Snacks around" Shaggy commented.

"Reah rand rhere's rirt in rhis rip" Scooby replied as he took a bite of one of the snacks.

The gang was in the midst of pondering over their current situation when one of the six members of the group began hearing a strange noise in the distance.

"Hey, what's that?" Velma wondered.

"It sounds like music" Flim Flam responded.

"Flim Flam's right, it does sound like music" Fred remarked.

With no other clues as to the whereabouts of Scooby's parents and the rest of Dooville the gang decided to try and track down the source of the strange melody was coming from.

"Scooby, since you've got the best nose and ears of the group why don't you lead" Fred explained.

"Right" Scooby responded.

The Great Dane began sniffing along the ground for any semblance of a clue, however as the group of investigators continued walked along they noticed that the music they had heard earlier was getting louder; after walking for several minutes the Great Dane stopped for a second and pointed at something in the distance.

Shaggy had noticed this and asked his cowardly canine companion about what he had seen.

"You got something on the old nose radar Scoob?" he asked.

"Reah, reah!" Scooby replied.

"Good going Scooby, lead on" Fred declared.

Scooby led the rest of Mystery Inc. in the direction of the strange music and what the Great Dane had seen earlier; after walking for quite some time the gang could see what looked to be a front gate along with what looked to be numerous tents and small buildings coming into view.

"Jeepers, if I didn't know any better I would say that this is the source of the music that we were hearing" Daphne remarked.

"Like it certainly looks that way" Shaggy added.

"Right, now let's just see if that's truly the case" Fred commented.

"And if my hunch is right, this is where we'll find Scooby's parents as well" Velma replied.

Mystery Inc. continued on, following the path that their four legged detective was taking; the teenage sleuths saw the same structures they had seen earlier right in front of them, they could also see that they were indeed on the right track and that they were getting closer to the source of the mysterious melody.

"Jinkies, it looks like a circus" Velma remarked.

"You're right Velma, it is a circus! This must be where Scooby's parents and all the citizens of Dooville are; come on gang let's go in and investigate" Fred commented.

The gang walked inside the gates of the circus grounds and began to look around; however the group could see that there was something peculiar about this particular circus.

"Like did anybody notice what was at the ticket taker booth as we came in?" Shaggy asked.

"No Shaggy, why?" Velma replied.

"Like because there was no one taking tickets" Shaggy explained.

"Don't be silly Shaggy, there's nothing mysterious about that" Daphne remarked.

"Yeah, the ticket taker is probably on a break or something" Fred added.

"Like I don't know, I'm getting the strangest feeling about this place" Shaggy remarked.

"Like what Shag?" Velma asked.

"Well, I'm not really sure; it's more of a creepy feeling, like goose bumps or the hair standing up on the back of my neck" Shaggy elaborated.

"Shaggy that's the silliest thing I ever heard" Daphne replied.

"Why in the world would you get a creepy feeling from a circus of all places; there's nothing creepy or threatening about the circus" Fred added.

"Well like maybe we should be careful just in case" Shaggy replied.

As the gang continued exploring the circus grounds they noticed a pair of familiar Great Danes leaving a nearby booth; Scooby Doo and the rest of Mystery Inc. instantly recognized the pair and Shaggy pointed that fact out to his canine companion.

"Hey Scooby look its Momsy and Daddy Doo" Shaggy said.

"Rour're right Raggy rit ris rhem, Romsy, Raddy, rere ri ram!" Scooby yelled, hoping that his parents would somehow hear him calling them.

In point of fact Scooby's parents did hear their son then looked back and saw that he and his friends were standing there; afterwards the two of them ran towards the gang to join them.

"Scooby!" Scooby's mother exclaimed.

"Momsy Doo, Dada Doo!" Scooby exclaimed back.

Scooby's mother and father then proceeded to hug their famous son like no mother and father have ever hugged a son before.

"Looks like Scooby's folks are glad to see him but I wonder what they're doing now?" Fred wondered aloud.

Fred, Daphne, Velma, Shaggy and Flim Flam noticed that Scooby and his parents were now in ballet outfits and began dancing.

After Scooby and his parents finished their dancing they explained what they were doing to the rest of the gang.

"That's how us Doos say how do" Dada Doo said.

"In a tutu" Momsy Doo added.

"But Mr. And Mrs. Doo there's still one thing that puzzles me, why weren't you at the train station to meet our train?" Velma asked.

"We're sorry Scooby, but while we were waiting for you to arrive we saw a circus train pull into the station" Mrs. Doo explained.

"When the train stopped a man named Professor Fantasmo stepped out and told us about his circus that was in town" Mr. Doo continued.

"So that's who owns this circus" Velma remarked.

"Yep, plus after he told us about his circus he mentioned that everything inside was free for tonight; free rides, free food, free free free!" Mr. Doo said gleefully.

"So like that's why there was no ticket taker at the booth" Shaggy remarked.

"I guess you were right Shaggy, if indeed everything is free then there would be no need for a ticket taker; however one thing's nagging at me" Velma replied.

"Like what's that Velma?" Shaggy asked.

"How come everything's free? Every circus that I know of or heard of costs at least some money, why should this particular circus be free?" Velma wondered aloud.

"Like that would explain the weird feeling I have about this place, there has to be something in the fact that everything's free" Shaggy replied.

"Oh don't be such a worrywart Shaggy, so everything's free, so what" Fred remarked.

"I don't know, for once Shaggy might be right about something; there has to be some catch to this, nothing in life is free" Velma replied.

"Exactly like maybe we should keep our eyes and ears open just in case" Shaggy remarked.

"Good thinking Shaggy, I'll keep my eyes and ears open as well" Velma replied.

"You two are making too much out of this, after all what could be horrible about a circus?" Daphne asked.

While it was not apparent at this time, as the gang's visit to Professor Fantasmo's circus wore on Mystery Inc. would soon find out that Shaggy and Velma were quite accurate in their assessment; this circus was not like any other circus in the world, this particular big top hid a sinister secret, one that if Scooby and company weren't careful would cause them to remain at the circus for the rest of their lives.


	2. Chapter 2

Chapter 2

After visiting with Scooby's parents Mystery Inc. began pondering their next move, the group of ghost chasers realized that maybe they should stick around the circus for a while; the gang also knew that they needed a break from tracking down ghosts and figured that the circus was as good a place as ever to take that break.

Realizing that there were numerous food concessions, thereby providing tons of opportunities for snacks Shaggy and Scooby immediately knew what they wanted to do.

"Like maybe we should investigate the circus grounds, right Scooby?" Shaggy remarked winking at his cowardly pet.

"Reah, rinvestigate" Scooby said winking back at his cowardly master.

"I don't know Shaggy we should really take Scooby's parents and head back to the Doo's house; I'm sure they still have some kind of celebration planned for Scooby's homecoming" Fred commented.

"Rome on Reddie" Scooby remarked with a hopeful tone in his voice.

"Like yeah Fred, besides I'm sure there will be tons of treats that Scooby and I can enjoy; heck Velma could join us if she wants, not only that but Scoob and I don't mind sharing right Scoob?" Shaggy said.

"Reah, re'll rhare rith rou Relma" Scooby replied with a smile.

"That's very nice of you two to offer, I would be more than happy to join you two" Velma said.

"I think Velma, Shaggy and Scooby are right Fred; after all if we stick around we might learn more about this circus and where that strange music was coming from" Daphne added.

"We're greatly enjoying our time here and we would love to stay, so what do you say Fred?" Mr. Doo asked.

"Pretty please with sugar on top?" Mrs. Doo added.

"Oh, alright; after all I can't say no to Scooby's parents" Fred remarked.

"Thank you Fred, you're wonderful" Mrs. Doo said quite jovial.

Mr. and Mrs. Doo then walked over to Fred and began hugging the blond teenager, Scooby Doo also joined in as they all looked quite happy that the unofficial leader of Mystery Inc. had decided for the gang to stay at the circus.

"Gang I think it's time we split up and start searching the circus grounds; now here's what we'll do: Daphne, you, Flim Flam and I will look for clues, plus I think we should try and track down this Professor Fantasmo and try to talk with him; Mr. and Mrs. Doo, you two go ahead and enjoy yourselves, finally Velma, Shaggy and Scooby you three search for clues as well and if you guys do decide to have a snack or something just make sure you don't eat everything in sight" Fred explained.

"Like don't worry we won't" Shaggy said.

"Reah re ron't" Scooby added.

"Just in case I'll do whatever I can to keep Shaggy and Scooby in line, right guys?" Velma remarked.

"Right" the cowardly pair replied.

"Now let's get started" Fred declared.

With that Fred, Daphne and Flim Flam headed off in one direction, while Velma, Shaggy and Scooby headed in the opposite direction while Mr. and Mrs. Doo went in search of food, rides and fun.

The blond teen and his two companions walked through the circus midway all the while looking for anything suspicious or supernatural, after the trio had been walking for some time they came upon a medium sized red trailer.

Fred, Daphne and Flim Flam then walked up to the trailer for a closer look; upon doing so they noticed some writing in large fancy golden letters on the door.

"Professor Fantasmo's Circus Fantastique, Office" the redheaded teenager said.

"Well gang, let's go see if the Professor's in" Fred declared.

The blond teen knocked on the trailer door and waited for someone to answer; the door opened and a man wearing a dark red ringmaster's uniform, as well as gray pants, a black top hat and carrying what looked like a walking stick or cane answered.

"Well well, it appears that I have visitors; and what a lovely young lady to boot" the man remarked walking over to Daphne and kissing her hand.

"Why thank you sir" the redhead replied blushing.

"So you're Professor Fantasmo" Fred noted.

"Yes sir Professor Fantasmo, owner and operator of Professor Fantasmo's Circus Fantastique, the most fun you'll ever have in your life; now what can I do for you kids?" the professor asked.

"Well, my name is Fred Jones, this is Daphne Blake and Flim Flam," the blond teen explained.

"Ah it's very nice to meet the three of you" the professor replied.

"Likewise, listen professor if you're not too busy we would like a tour of your fine circus" Fred explained.

"Yes and we would also like to learn why this circus has free admission for tonight" Daphne added.

"Well kids I can certainly comply with your request, just let me tidy up a few things in my office and we'll start the tour," the professor explained.

"Sure professor we'll be waiting right here" Fred replied.

Professor Fantasmo walked back into his trailer for a few minutes and after gathering up a few things, and moving a few things around walked back outside to join the teenage sleuths.

"All right kids let's get going, I'm quite busy and I would like to get this tour started ASAP" the professor explained.

"OK professor" Fred remarked.

Professor Fantasmo then joined Fred, Daphne and Flim Flam as they began walking around the circus grounds; the two teenage sleuths and their young friend could see numerous tents, as well as food concessions and other circus type attractions.

"This certainly is an interesting circus Professor Fantasmo, how long have you owned and operated it?" the redhead teen sleuth asked curiously.

"I've owned this circus for many years now, it's sort of my pride and joy" the professor replied.

"Interesting, why exactly did you decided to come here to hold your circus and why would you want to make everything free?" the blond teen asked.

"Well I just figured these small town folks could use some excitement in their lives, as for making everything free I realized that maybe these folks couldn't afford full price admission and food so I decided to treat the entire town to a free circus; because I feel that in this day and age cheap entertainment is so hard to find, what with movie tickets, cable television and professional sports being so darn expensive" Professor Fantasmo explained.

"That's very generous of you Professor, it's too bad more business owners aren't like you" the young redhead stated.

"Thank You my dear, I'm pleased to hear you approve of my work" Professor Fantasmo replied.

"Professor, I'm curious to know as to what that… that music is that we've been hearing ever since we arrived here, I don't know what it is but I just can't get my mind off it, it's out of this world" Fred remarked, a little dazed from having the strange melody continually running through his head.

"Ah, I'm pleased to know you like my music, It comes from my special calliope, one of the best calliopes you'll ever find in a circus in my humble opinion," the professor explained.

"Just what makes your calliope so special Professor Fantasmo?" the redhead asked.

"Well it's funny you ask that my dear, I had it specially built and imported over here from Europe; it was built by one of the best Calliope makers on the continent" the professor explained.

"That must have cost you a pretty penny, Professor" the redhead remarked.

"It certainly did my dear but it was worth it, besides you would be surprised how many visitors my calliope attracts to this circus," the professor explained.

"So I guess the circus business must be pretty good, after all you've been running this circus for years and you seem to be happy about it" Fred replied, having snapped out of his temporary daze.

"I certainly am, and I feel that the circus life is the most exciting life of all" Professor Fantasmo noted.

"I don't know about that Professor, have you ever tried the life of a Ghost Chaser?" Flim Flam spoke up.

"Ghosts, why there's no such thing as ghosts young man" the professor stated.

"Says you, I just happen to have a genuine Chest of Demons right here" Flim Flam declared as reached into his sweatshirt pocket and pulled out the box that once held the thirteen most dangerous ghosts on the planet, but were now of course roaming the planet.

"That is certainly an intriguing item, and it would make a fine addition to my sideshow" Professor Fantasmo said, admiring the strange red and gray container.

"Actually professor it's kind of important to us that we keep a close watch on it" Fred explained.

"Oh come now, surely you guys can let Professor Fantasmo borrow the chest for a while" Flim Flam said with a hopeful tone in his voice.

"Sorry Flim Flam, Mr. Van Ghoul would go crazy if we let someone take the chest even for a few hours" Daphne replied.

"Daphne's right Flim Flam, actually now that I think of it we haven't seen our friends in a while so we should really get going" Fred explained.

"Oh that's too bad, well hopefully you'll stick around the circus for a while" Professor Fantasmo replied.

"We'll certainly consider it, I guess we can stay just long enough to see a few sights and then we can leave" Fred commented.

"Excellent, well hopefully you kids can stick around and I look forward to speaking with you again" the professor replied.

"You never know, our paths might just cross again professor, anyway thanks for the tour and good bye" Fred said.

"Good-bye my friends" the professor said.

Fred, Daphne and Flim Flam headed off to explore the rest of the circus grounds; meanwhile the professor stood in the middle of the circus and smiled, but it wasn't a happy smile, it was in fact more of a sinister smile as the owner of the circus thought about his good fortune.

"Those kids might be of some use to me, I might just have to keep my eyes and ears on them" Professor Fantasmo remarked.

Meanwhile Shaggy, Scooby, Velma and the Great Dane's parents were having the time of their lives; Momsy and Daddy Doo were sampling some of the circus rides, Scooby Doo was riding on a carousel and Velma was playing a carnival type game; Shaggy was standing in between the concessions that the rest of the gang were taking part in, eating a candy apple; however the cowardly teen was unaware that the crystal ball he was holding was beginning to glow.

"Shaggy, Shaggy!" said a voice coming from the crystal.

The lanky teenager looked at the crystal and saw that a picture of Vincent Van Ghoul, the gang's warlock friend and ally was appearing; the cowardly sleuth was confused by why the mystic wanted to speak with him but decided to indulge the powerful sorcerer's curiosity.

"Hi Mr. Van Ghoul, what's up?" addressed Shaggy.

"Nothing much, I've just been trying to contact you kids and Scooby for several hours now" Vincent replied sounding impatient.

"Like that's weird, I didn't know you were trying to contact us; we've been pretty busy you know, we took a train trip out to see Scooby's parents and got sidetracked" Shaggy explained.

"Sidetracked by what? You should all be chasing the thirteen ghosts, not doing whatever you're doing; by the way where are you anyway, and what is that music? It just goes on and on, I've heard better music at a funeral" Vincent replied.

"Oh like we're at Professor Fantasmo's Circus Fantastique, we're having loads of fun and it's too bad you're not here, you would really enjoy this place" Shaggy remarked.

"Yes, free food, free rides, everything's free" Scooby's father explained, both of the Great Dane's parents giggled and laughed as they continued to explore the circus.

"Hmm… why have I heard that name before? Just to be safe I think I'll do a mystic check on this Circus Fantastique and on this Professor Fantasmo" Vincent remarked as his image disappeared from the Crystal yet again and walked away from the desk where his crystal sat.

While Fred, Daphne and Flim Flam were continuing to explore the vast circus grounds, Velma, Shaggy and Scooby were also exploring the circus in the opposite direction, sort of; after Velma had finished at the various game booths, she decided to rejoin her cowardly comrades, except that Shaggy and Scooby were no where around.

Meanwhile Bogel and Weerd who had been unsuccessful in disposing of Mystery Inc. previously materialized near the Fun House; the two ghosts noticed that the attraction was closed and decided to plan a trap for the two perpetually cowardly and perpetually hungry sleuths.

"Hey Bogel, are you thinking what I'm thinking?" Weerd asked.

"I sure am Weerd, but why don't you tell me so I can understand what you're thinking" Bogel replied.

"Fine, just fine; this Fun House will make a fun place for a trap to capture Scooby Doo and his friends" Weerd explained.

"Oh I get it, ha ha; we'll sure put one over on Scooby Doo!" Bogel replied.

"You said it Bogel old buddy" Weerd laughed as he replaced the closed sign with one that read Free Pizza, which knowing the two cowardly sleuths was a sure fire way to trap them inside the Fun House.

As the two ghosts disappeared into the Fun House, Shaggy and Scooby headed towards said attraction and noticed the sign that the two ghosts had placed on the entrance of the Fun House.

"Scooby, like look!" Shaggy exclaimed.

"Rhat is it Rhaggy?" Scooby wondered.

"Free Pizza Scoob!" Shaggy remarked.

"Roh roy, ret's reat!" the canine replied.

With that Shaggy and Scooby opened the door and entered the Fun House, still figuring to dine on some pizza pie; however they were unaware that there was no pizza to be had inside the building, in fact they would be in for a most unwelcome surprise.

"Like I don't know about you Scoob but I don't think I want to see the kind of pizza they make here" Shaggy commented with a gulp.

"Reah, re reither" Scooby replied with a whimper as he turned to the door to attempt to get it open.

"Like let me give you a hand Scoob" Shaggy said as he walked to the door and attempted to help his canine companion out in opening the door.

Meanwhile at this same time Velma was walking towards the Fun House attempting to locate her missing comrades; the bespectacled teen then walked to the front of the attraction and noticed the same sign that Shaggy and Scooby had seen.

"Hmm, Free Pizza; well if I know Shaggy and Scooby they're probably inside, except for one thing; this place doesn't look like a pizza parlor or restaurant; uh oh, if I know those two they're probably in trouble, well I guess I should try and get this door open" Velma thought to herself as she attempted to get the door open, however whatever she tried didn't work and she found the door locked up tight.

"Jinkies, looks like someone doesn't want me to get inside there; well somehow I've got to get inside and see if Shaggy and Scooby are okay, wait I know!" Velma said as she snapped her fingers; afterwards she brought out a small bobby pin from her hair and put it inside the keyhole of the door.

It was just the bespectacled teen's luck that at the exact same time as she was opening the door, Shaggy and Scooby were attempting to do the same thing, albeit they were trying to get out while Velma was trying to get in; finally the intelligent teen was able to open the door, unluckily for her it opened from the inside, the door being opened then caused her to stumble and lose her balance as she landed right on top of her two friends.

"Jinkies, what happened?" Velma wondered.

"Like I know what happened, you're on our back Velma" Shaggy remarked.

"Reah Relma" Scooby added.

Suddenly Shaggy and Scooby realized that their bespectacled comrade was now in the Fun House with them and decided to ask her what was going on and why she had decided to join them.

"Velma, like what are you doing here?" Shaggy said he walked over and hugged her in a gesture of friendship.

"Reah, row rome rou're rin rhere Relma?" Scooby added as he licked Velma's face.

"Okay Scooby and Shaggy, you guys can stop now, it's nice to see both of you guys again too; well a little a while ago you guys ran off and I decided to see if I could find you guys, besides I'm starting to get a weird feeling about this place again" Velma replied.

"Like no kidding, especially since Scooby and I fell for a trap; somebody or something placed a free pizza sign on the entrance of the fun house so we walked inside and didn't see any pizza, only a creepy fun house" Shaggy explained.

"Reah, reepy" Scooby added.

"It figures" Velma replied.

"Like there's one thing I don't understand Velma" Shaggy commented.

"What's that Shaggy?" Velma asked.

"Well if Scooby and I couldn't get out, how come you were able to get in?" the cowardly teen replied.

"Oh that, I used a bobby pin in the keyhole and I can use it to get us out of here; wait, oh dear" Velma replied before she realized something was wrong.

"Like what's the matter Velma?" Shaggy asked.

"I just realized something; when I fell through the door, I must have dropped the bobby pin" Velma replied.

"Oh, like that is bad; but don't worry we can open this side of the door to get out" Shaggy commented.

"Good thinking Shaggy, come on I'll help the two of you out" the bespectacled girl replied as she walked over to the door as the three of them attempted to open it.

The trio of sleuths pulled and pulled but they just couldn't open the door, in fact the doorknob turned into an inflatable snake and as the trio pulled it out, they flew over against a nearby wall with three masks hanging on it.

"Jinkies, if this is a Fun House, it sure isn't too much fun for me" Velma remarked.

"Like no debate there Velma" Shaggy replied.

The impact of the trio slamming into the wall caused the masks to fall right onto each of the sleuths' faces; with their temporary loss of sight the three detectives walked blindly through the Fun House, not knowing where they were going.

"Zoinks, like who turned out the lights?" Shaggy asked in a muffled voice, speaking through his mask.

"Reah, ri ran't ree anything" Scooby added in a muffled voice, speaking through his mask.

"You and me both Scooby, I can't see a thing even with my glasses" Velma commented, in a muffled voice, speaking through her mask.

The trio of sleuths, now wearing decorative and very frightening disguises were now heading for another room where Bogel and Weerd had set up a net inside the room; Bogel saw the trio of investigators enter the room and nervously tapped his partner on the shoulder.

"W-weerd, look!" Bogel commented nervously as he attempted to get the ghost's attention.

"Don't bother me now Bogel, can't you see I'm testing our trap" Weerd replied, clearly not paying any attention to his fellow specter.

"B-but Weerd!" Bogel remarked.

"I said don't bother m-m-meee!" Weerd stammered as he saw what Bogel was talking about, mainly Shaggy, Scooby and Velma wearing monster masks and heading straight for them.

With that Bogel and Weerd made like rockets and headed straight for the roof of the Fun House while Shaggy, Scooby and Velma walked right past the ghosts' trap; meanwhile Bogel and Weerd floated down towards the floor, but they were unaware that they were heading for their own trap.

"Phew, that was close" Weerd commented as the net caught he and Bogel; the net trapped them and it went straight back up to the ceiling; meanwhile Shaggy, Velma and Scooby had entered into another room, albeit one where everything was topsy turvey and there was furniture on the ceiling and vice versa.

"Jinkies, let me out of this mask" Velma said as she removed the mask from her face.

"Like yeah and out of this place" Shaggy replied, doing the same as his bespectacled comrade.

Shaggy, Scooby and Velma then attempted to figure a way out of the fun house; finally the cowardly Great Dane pointed towards a glass window and Velma realized that it was probably the best way out.

"Good thinking Scooby, we'll get out through the window; come on guys" Velma remarked as she and her two friends walked over to where Scooby was pointing; Shaggy, Scooby and Velma were just about to about the window to try and escape when they saw one of their fellow comrades walking by.

"Hey like its Fred, hi Fred!" Shaggy yelled through the window.

"Oh hey guys take a look at what I won at one of the game booths while Daphne, Flim Flam and I were walking around" Fred explained.

The blond teen was carrying a giant teddy bear, except to him that's what it was; Shaggy, Scooby and Velma however saw a giant monster where a doll should have been and became quite nervous.

"Jinkies!" Velma exclaimed.

"Like yeah I see it Velma and I don't like what I see!" Shaggy replied.

"Well, I have to get going, there's a lot more things to see here; I'll catch up with you guys later, okay?" Fred said as he walked away.

"Zoinks, l-like Velma, Scooby take a look at that!" Shaggy exclaimed as he looked over at the merry go round.

For a few moments it looked like your average everyday merry go round, however after a few more moments the gang noticed that it was far from ordinary, it was in fact full of monstrous creatures.

"That merry go round doesn't look too merry to me" Velma commented as she rubbed her eyes in addition to doing a double take while looking over at the carousel.

After that Scooby looked over and noticed that his parents were at an ice cream concession, which wasn't strange except for the fact that it was being run by a strange blue, horned monster.

"Care to split another banana split Momsy?" Scooby's father asked.

"I'd love to Dada" Scooby's mother replied as the two of them walked away.

"Jinkies, I don't know what's going on around here, but it seems like we're the only ones who are seeing it" Velma remarked.

"Like yeah and I've seen enough!" Shaggy replied.

"For once I'm with you two, if we can't find an exit in here, then we'll just have to make one!" Velma explained as she, Shaggy and Scooby ran out of the Fun House, crashing through the front door screaming after hearing some of the strange and ghostly noises that resonated throughout the Fun House.

Meanwhile Bogel and Weerd remained trapped inside the net that had constituted their trap and were attempted to chew through it in order to escape; the two dimwitted ghosts had been doing this for several minutes before finally making a realization about their situation.

"Wait a minute, what are we doing? We could just get out of here by disappearing" Weerd explained as he vanished from inside the net.

"Oh yeah, I keep forgetting that" Bogel replied as he vanished from inside the net and joined his fellow spirit back on solid ground.

"I have to admit, that was pretty smart" Weerd remarked; of course his joy was short lived as the net dropped right onto to the two ghosts once again.

Meanwhile in another part of the circus grounds, Velma and Shaggy had located Fred, Daphne, Momsy Doo and Dada Doo and were carrying them out of the circus just as fast as their feet could carry them.

"Hey put us down" Dada Doo remarked.

"Shaggy, Velma, what's the matter with you two?" Fred asked.

"Sorry guys, but we've got to get out of here and now; Scooby, go see if you can round up Flim Flam and then we can split" Shaggy explained.

"Right Rhaggy" Scooby replied.

With that the Great Dane ran as fast as his paws could carry him and gathered up the young boy, while he was in the midst of speaking with the ringmaster of the circus.

"This is a pretty awesome circus, I could stay here forever" Flim Flam said; however after he spoke, Scooby had reached him and was escorting the young man back towards the exit of the circus.

"Rih roh Rooby raway!" the canine exclaimed.

"Wait, where are you taking them?" Professor Fantasmo wondered as the Great Dane ran out of sight.

"Rar away!" Scooby answered.

"But I don't want to go Scooby; can't you recognize a happening place when you see one?" Flim Flam replied.

Scooby, Shaggy and Velma were continuing to run as fast as their feet and paws could carry them as Flim Flam attempted to reason with the Great Dane; when that didn't work Flim Flam called back to his new friend to try and speak with him.

"Professor Fantasmo!" the young boy yelled.

"Don't leave yet my friends, the fun is just beginning!" the professor yelled back.

"Somehow I think that kind of fun we can do without, step on it guys!" Velma declared.

"Flim Flam, do come back you hear!" the professor yelled.

However by this point it was all for not as the Great Dane and his friends were far down the street and were in the midst of running back towards Scooby's parents' house; Shaggy, Scooby and Velma opened the door and ran inside, still carrying Fred, Daphne, Flim Flam and the Great Dane's parents.

Finally with the gang safe, the Great Dane stood at the door, hoping to avoid anyone getting the bright idea to leave the house and get themselves into serious danger; Shaggy and Velma then took the Chest of Demons and joined the Great Dane as they sat on the chest and looked quite relieved that they were safe for the moment.

Fred and Daphne were clearly confused at this turn of events and were attempting to figure out why their friends had returned them to Scooby's folk's house.

"Would someone please tell me what in the world is going on around here?" Fred asked.

As the old saying goes ask a silly question, get a silly answer and the blond teen and his female companion were about to find this out as Shaggy and Scooby were performing a series of pantomimes, where they were acting like monsters; after a few moments Velma decided to try and give a more accurate description of what happened, unfortunately the shock of seeing so many monsters in one place caused the intelligent teen to speak incoherently; finally Fred and Daphne had heard enough and shook their heads as they were officially confused as to what was happening.

"Well that made a whole lot of sense and I really understand now" Daphne commented.

"All I know is that we were having the time of our lives until you guys and Velma took us away" Mr. Doo explained.

"It was fun, wasn't it?" Mrs. Doo added as the two of them began crying.

"Raw, ron't rry Romsy, Rada" Scooby replied as he began crying along with the two of them.

"I hate to break this up but does anyone seem to know what happened to Flim Flam?" Fred wondered.

"I don't know wasn't he with us when we left the circus?" Daphne asked.

"I thought he was with us too, but I guess he's not" Velma added.

"Well if he's not here then that means…" Shaggy started to speak before stopping in mid sentence.

Meanwhile back at the circus Flim Flam was feverishly trying to catch up with the ringmaster of the mysterious circus.

"Hey Professor, wait up!" the young boy yelled.

"Flim Flam, my boy glad to see you're back" the professor remarked.

"I made up my mind Professor, the circus life is the life for me; I came back here to look for you and to tell you my decision" the young boy replied.

"Excellent my boy, this will be the best decision you will ever make" Professor Fantasmo replied, laughing evilly under his breath as he was preparing to spring an unpleasant surprise on the young boy.


	3. Chapter 3

Chapter 3

Inside the Circus Fantastique, Professor Fantasmo, the owner of the circus was quite pleased that his young friend named Flim Flam had decided to return to the circus and join up with him; as he entered the circus office with the professor he smiled and began thinking what life would be like as the co-owner of a circus.

"Ooh I can just see it now, Flim Flam and Professor Fantasmo's Circus Fantastique" the young boy remarked.

Flim Flam smiled as he closed his eyes and pictured himself as the head of the great circus, with the Professor as his assistant; he saw himself asking the Professor about the big top's turnout and the professor telling him how good it was, Flim Flam then saw himself telling the professor that if this kept up he would be getting a large raise.

The images in the young boy's mind quickly disappeared as he opened his eyes and came back to the real world; the owner of the circus stood next to the professor as he smiled, preparing to talk to the young child.

"Flim Flam, if you are ready then I have something for you to sign" the professor explained.

"Sure professor what is it?" the young boy replied.

"This" Professor Fantasmo said as a long sheet of paper, which looked to be a scroll and a long old-fashioned quill pen, appeared in the ringmaster's hand.

"What is that Professor?" Flim Flam asked.

"Why it's a contract saying that you agree to work for my circus, and that you agree to do whatever I say" Professor Fantasmo replied.

"Cool, in that case I would be more than happy to sign it" Flim Flam replied.

"Excellent" the professor smiled as he handed the scroll and pen to the young boy.

Flim Flam quickly signed the contract and handed the pen and scroll back to the ringmaster.

"Ah very good, now let's make sure you have the proper outfit" the professor said as he cracked his long black ringmaster's whip in front of the young boy.

Flim Flam discovered that he was now wearing a lavender ringmaster outfit with a gray top hat, a black cane and white pants; the young boy inspected himself wearing these new clothes and smiled with a look of approval on his face.

"Nice duds professor old buddy, very stylish!" Flim Flam declared.

"I'm glad you think so my boy and welcome aboard" the professor replied.

"Thanks professor, I know I'm going to have a fun time here" Flim Flam remarked.

"Yes I'm sure you will, and not only that but this circus will never let you leave" the professor said as he cracked his ringmaster's whip once again, this time however something much more than then Flim Flam's clothes changed; this time he found himself standing still, not speaking and not moving, partly because the professor had just used his whip to brainwash the young boy into serving him.

"I am at your service master," the young boy said in a trance like voice.

"Good, now I want you to go into the big top and wait for me; and while you're in there, make sure that the stands are completely full" the professor explained.

"Yes Professor" Flim Flam said, complying with his request.

With that the now brainwashed Flim Flam walked out of sight back towards the big top; having put Flim Flam under his evil control, Professor Fantasmo began to look for the Chest of Demons in Flim Flam's sweatshirt.

"Now where is that Chest, it has to be here somewhere; I never would have guessed that I would run into Scooby Doo and his ghost-chasing friends in this two-bit town, what a tasty treat they would make for my Circus of Living Evil" the professor said as he finished looking through Flim Flam's shirt.

"Blast it, no Chest of Demons! Flim Flam's meddling friends must have it, just wait till I get my hands on them!" Professor Fantasmo said as his eyes glowed a dark, almost crimson and evil shade of red.

Outside the Fun House, Bogel and Weerd finally managed to escape from underneath the net, which they had used for a trap; well, at least Weerd had escaped, Bogel meanwhile had not as the two ghosts attempted to figure out a new plan.

"Phew, am I glad to be out from under that stupid net!" Weerd remarked.

"Lucky you, I'm still stuck" Bogel replied.

"Yeah and I'm stuck with you; now come on, we've got to find Scooby Doo and those kids" Weerd declared.

With that Bogel and Weerd headed on their way to attempt to capture Scooby and company; they had been looking for a few minutes when they noticed a blue and white striped tent.

"Come on Bogel, let's see if they're in here" Weerd explained.

The pair of ghosts then ran into the tent and wouldn't you know it, they happened to run into their ghostly boss: namely Professor Fantasmo, who naturally looked very displeased to see them.

"Why you ectoplasmic outcasts, what are you doing here?" the professor asked, looking and sounding clearly unhappy at this turn of events.

"Well, uh you see, uh" Weerd explained.

"Quiet! You're presence here is a dead giveaway to the true evil nature of my circus" Professor Fantasmo explained.

"Oh evil, you don't' say?" Bogel remarked.

"So then you must be one of the thirteen ghosts, am I right?" Weerd asked.

"Why don't you just tell the whole world, while you're at it!" Professor Fantasmo growled.

"Okay world listen up!" Bogel said, talking through a megaphone, which had materialized in his hand.

"Silence!" the professor replied.

"We're sorry, please forgive us, oh repulsive one; we'll do anything, we'll even help you steal the Chest of Demons" Weerd pleaded as he and his ghostly partner were now on their knees.

"We will?" Bogel asked, clearly looking confused as usual, until realizing what he was saying.

"Oh yeah, we will, we will" he added.

"Hmm, you groveling ghosts maybe of some use to me after all; here take my magic whip and find Scooby Doo's house, now here's what I want you to do" Professor Fantasmo explained as he handed his ringmaster's whip to Weerd, after doing this he got into a huddle and whispered some instructions to the somewhat dimwitted spirits.

Several minutes later, Bogel and Weerd had found where the gang was and materialized on the roof of Scooby's folk's house; Weerd then held the ringmaster's whip aloft as he and Bogel prepared to take care of Mystery Inc.

"Now, let's get down to business, or should I say up to business" the smarter of the two ghosts remarked as suddenly several dozens of balloons now surrounded the house; Weerd cracked the whip once more and the house now began lifting into the air.

Meanwhile inside the house, the cowardly Great Dane and his friends were attempting to figure out what to do next and also where their younger companion was.

"This just doesn't make any sense, how could Flim Flam just disappear without a trace?" Fred wondered.

"I don't know Freddie, but his disappearance has me totally up in the air" Daphne replied.

"Hey like maybe Vincent knows where he is" Shaggy commented.

"Good thinking Shaggy, let's contact him and see if he can help" Velma replied.

With that Scooby, Shaggy, Velma, Fred and Daphne gathered around a table in the living room of the Doo house and peered into a Crystal Ball as they attempted to talk to their powerful warlock friend.

"Calling Vincent Van Ghoul, come in Vincent" Velma remarked.

The Crystal Ball began to glow and showed the picture of Vincent Van Ghoul, Mystery Inc.'s warlock and mystic friend and associate; the warlock was curious as to why the gang had contacted him, however Scooby and company knew and Velma decided to ask the great warlock about the group's missing comrade.

"Mr. Van Ghoul, Flim Flam is missing and I have a hunch he's still at that circus" addressed Velma.

"A tingling in my bones tells me you're right Velma and it's not somewhere that I would like to be" Vincent replied.

"Why not Mr. Van Ghoul?" Fred asked.

"Because the calliope music at Professor Fantasmo's circus disguises the true evil purpose and nature of the place, not to mention he's probably now under the professor's evil spell" Vincent replied.

"See, gang what did well tell you about that circus?" Velma explained.

"But the professor seemed so friendly, how can the circus be evil?" Daphne wondered with a confused look on her face.

"Don't be fooled, the professor is in fact one of the thirteen ghosts and his calliope music disguises a midway full of monsters, monsters, monsters!" Vincent explained.

"Like you can say that again" Shaggy replied.

"Ronsters, ronsters, ronsters" Scooby remarked, echoing his companion's statement.

"This is very serious, you must rescue Flim Flam before dawn, if not he'll be trapped in that circus of horrors forever!" Vincent explained.

"Like no way, are we going back to that creepy circus, right Scooby?" Shaggy remarked.

"Rabsoultely not!" Scooby agreed.

Scooby and Shaggy then headed straight for the door, unaware that they were about several hundred feet up in the air; Velma saw her two friends heading for the exit and decided to make sure they wouldn't get into trouble.

"Wait for me guys!" Velma yelled as she ran after her two cowardly friends; eventually she joined the two of them and all together they ran out the door of the house, unfortunately the three of them didn't realized that they had ran into thin air and began descending until they crashed through a circus tent and into a large container of costumes.

"You guys okay?" Velma asked.

"Like yeah we're okay Velma, but it looks like we're back in the big top" Shaggy replied.

"Yeah and I think I hear someone coming, quick guys duck out of sight!" Velma declared as she, the cowardly teen and the canine dived into the costumes hoping they wouldn't be spotted.

"Hey boss, those two goofy ghosts are back" remarked one of Professor Fantasmo's cronies dressed in a clown suit.

"It's about time, I must have that Chest of Demons before dawn" the professor replied as the two of them walked by the costumes.

With the two villains out of sight, Scooby, Shaggy and Velma climbed out of the container of costumes now disguised as clowns and hoping that they would be able to accomplish their task without being captured or seen.

"Jinkies, I j-just hope that we can get out of this before I have to see a therapist" Velma commented nervously.

"Like you mean your clown phobia right Velma?" Shaggy asked.

"Right, although this whole evil circus thing isn't helping things much; I guess if we're ever going to rescue Flim Flam and capture Professor Fantasmo, I'll have to take a deep breath and hope that our clowning around will help us sneak out of here" Velma replied.

"Like yeah, I hope so too; by the way, after this is over Velma, maybe we help you learn to control your fear of clowns" Shaggy explained.

"Reah, rou're rour rfriend and re rant ro relp rou" Scooby said with a smile.

"Thanks guys, I know you guys are afraid of a lot of things too and maybe you two are just the right person and canine to help me deal with my fear; after all, in addition to you guys there are a lot of people out there who are afraid of various things and their fear doesn't control their lives, I just hope I'm able to learn to how to keep things in check while we solve mysteries" Velma replied.

"Don't worry Velma, we'll help you out and we can even teach you some of the tricks that we use to keep our fears in check right Scoob?" Shaggy explained.

"Reah, re rove rou Relma rand re ron't rant ranything to happen to rou" the canine replied before walking over to the bespectacled girl and licking her; after that the Great Dane and then Shaggy each gave her a friendly hug.

"Like yeah, not to mention I love you too Velma and I don't want anything to happen to you either" the cowardly teen added.

"Thanks guys, you're the best friends a girl ever had" the bespectacled teen said with a smile, as a tear ran down her cheek; she then brushed the tear away and realized that if she and her friends didn't get going, they would be joining Flim Flam in being trapped inside the sinister circus for all eternity.

"Now come on guys, let's get out of here" Velma explained as she and her friends attempted to locate Fred and Daphne.

Meanwhile in another part of the circus grounds Bogel and Weerd had returned from completing their evil mission for Professor Fantasmo; the two ghosts then decided to let their boss and his assistant know that they would have visitors very soon and that the professor's scheme was about to reach it's final steps.

"Those kids will be here any second Professor" Bogel explained, while Weerd handed the ringmaster's whip back to the ghostly ringmaster.

A few seconds later the two ghosts would be proven right as Scooby's parents house landed right on them; although being ghosts it didn't really hurt them that much, or maybe it did; it was at that time that Fred and Daphne decided to try and see where their comrades were, as the blond unofficial leader of Mystery Inc. called for them.

"Shaggy, Scooby?" Fred asked; the teen sleuth opened the door only to see Professor Fantasmo and his crony standing there, which naturally caused the investigator to gasp at the two figures who were greeting them outside.

"Oh my gosh" Fred remarked.

"Good evening my friends, I've been waiting for you" Professor Fantasmo said, leaning over to take a closer look at the pair.

"Eureka, we're back at the circus!" Momsy Doo exclaimed.

"Free games, free rides, free food, free everything!" Dada Doo added as the two Great Danes happily ran out of the house and back into the circus.

"See, they can't resist my circus, now give in and give me the Chest of Demons!" Professor Fantasmo declared as he saw Fred with the Chest standing in the doorway and tried to grab it away from him and Daphne.

"Not a chance you circus creep, and there's nothing you can do to make me give it to you!" Fred remarked.

"Oh really and just what do you mortals intend to do to stop me?" Professor Fantasmo sneered.

"Plenty and for your information I was the captain of my high school's football team; if you even try and take the chest from us I can give you one heck of a tackle" Fred commented.

"Enough of these games, I want that Chest now!" Professor Fantasmo growled.

"Like I said before not a chance you creep, come on Daphne let's run for it!" Fred declared as he took her hand and the pair began to sprint away from him at top speed.

The blond teen and the redhead had been running for several minutes when Daphne started to slow down a bit; Fred attempted to reason with her, trying to get her to run faster while still managing to stay out of the evil ringmaster's clutches.

"I don't think I can keep up Fred" Daphne said trying to catch her breath while she ran.

"Come on Daphne, you have to try; we don't want that circus creep to catch us" Fred replied.

After running for a few minutes Daphne had fallen behind a bit and tried to catch up to him, but alas it was to no avail.

"Keep running Freddie I'm right behind you, oops!" Daphne said as she tripped and fell.

"Hey Weerd we tripped up a good guy!" Bogel remarked.

"Yeah we did, good work Bogel old buddy!" Weerd replied.

"Good work you two, now go find that other kid with the chest; he couldn't have gone far!" the professor explained.

"Yes your ugliness!" Weerd declared as he and Bogel ran off to attempt to capture Fred.

With that the Professor then stood in front of Daphne with whip in hand as one of the professor's cronies dressed in a clown outfit held her in place to make sure she couldn't get away.

"Now my dear" the professor remarked with a sinister grin on his face, "I'm going to make you love my Circus whether you like it or not!" the evil ringmaster continued as he cracked his whip once again putting Daphne under his command.

After running a bit more Fred noticed that Daphne was no longer behind him and called for her to see where she was.

"Daphne, Daphne where are you?" he called hoping that she would hear him.

Fred stood scratching his head as he wondered what was going on; suddenly an arm reached out and grabbed him from behind.

He turned around, and saw three familiar faces sitting in a clown car; after seeing who it was he breathed a huge sigh of relief because it was not any ghosts or ghouls.

"Velma, Shaggy, Scooby; thank goodness it's you guys!" Fred remarked happily.

While the gang was glad to see Fred they happened to notice that Daphne was not with him at the moment.

"Fred, what happened to Daphne?" Velma asked.

"I don't know, she was with me when we escaped from that creepy professor; then after a few minutes I looked behind me and she was gone" replied Fred.

"Hmm, I would bet anything that Professor Fantasmo probably captured Flim Flam and Daphne" Velma remarked.

"Something tells me you're right Velma; come on gang let's find them" replied Fred.

While the professor decided to put the final phase of his plan into action, Fred, Velma, Shaggy and Scooby in a clown car drove continued looking around the circus for Daphne; a few minutes later the gang was driving past the fun house when Fred saw something.

"Pull over Velma, I think I saw Daphne" Fred remarked.

The blond teen was correct in his statement, it was indeed Daphne; however Fred noticed something strange about her, as she was wearing a purple ringmaster's outfit and was standing still as a statue.

Fred then got out of the car and walked over to her trying to get the redhead to come with them.

"Daphne, thank goodness we found you" Fred exclaimed as he went over to her; however Daphne was still not moving a single muscle.

"What's the matter Daphne?" Fred asked.

Fred then wondered why Daphne wasn't moving; he was also quite confused as to why she was wearing a circus outfit, specifically the garb of a ringmaster.

"It's OK Daphne, I'm glad to see you; by the way that's a great disguise you're wearing, it's no wonder you didn't get caught" Fred remarked.

"No, but you will, seize them and the Chest!" Daphne commanded in an almost monotone voice; suddenly Weerd and Bogel emerged and made an attempt to grab the rest of the gang.

"Zoinks, let's get out of here!" Shaggy shrieked.

The clown car then drove off with Velma, Shaggy, Scooby and Fred inside it.

"Like poor Daphne, it looks like she's had a big-top brainwashing" Shaggy remarked.

"Now we really have to find that Professor Fantasmo and capture him so we can undo his spell on Daphne and Flim Flam" Fred replied.

After escaping the now hypnotized Daphne, the clown car drove on back towards the big top.

"Gang we have to figure out a plan to rescue Flim Flam and Daphne; and I think I have an idea on how to do it" Fred remarked.

"Go ahead Fred, what is it?" Velma asked.

"Okay here's my plan; Velma, you Shaggy and Scooby try and distract the professor's attention meanwhile I'll try and get close enough to him so that I can rescue Daphne and Flim Flam, OK?" Fred explained.

"Like that sounds fine to me, except for one thing" Shaggy replied.

"What's that Shaggy?" Velma asked.

"I just wish we had some other plan" Shaggy replied.

"Oh don't be such a scaredy cat, now come on let's get inside that tent and stop Professor Fantasmo" the bespectacled girl explained as she, Shaggy and Scooby dropped off Fred, while the three of them stayed in the clown car and drove on towards the big top, which they did, but unfortunately for them the car went out of control heading right through the tent.

Meanwhile inside the big top the professor chuckled menacingly as his plan was nearing the finish line.

"Chest of Demons, or no Chest of Demons, in one more minute my circus of living evil will depart with a whole new crowd of victims" Professor Fantasmo chuckled evilly; meanwhile the clown car with Shaggy, Scooby and Velma inside crashed through the tent and drove right by the evil ringmaster.

"What? I didn't say send in the clowns!" Professor Fantasmo remarked.

The Professor growled as he wondered what was going on, meanwhile Fred walked behind him on his tippie toes; however Fred was unaware that one of the Professor's cronies, in fact the same one that held Daphne while he hypnotized her was slowly walking up to him; he grabbed Fred from behind and tried to keep him from escaping, but no matter what the professor's assistant did Fred was able to escape the clown's grasp.

After Fred escaped, his tippie toe walk turned into an all out run; seeing this, the professor's clown assistant then yelled over to his boss to inform him of what was going on.

"Professor, another one of those nosy kids is behind you!" he exclaimed.

Professor Fantasmo then turned around and saw Fred attempting to capture him and decided to turn the tables on the blond teenager.

"Ah, so there is; thank you for telling me assistant" Professor Fantasmo said.

The Professor then turned around and aimed his whip directly at Fred; a yellow streak of what looked like lightning then shot out of the whip, surrounding him and keeping him frozen in place.

"So, you thought you could stop me: Professor Fantasmo? Well, my meddling mortal friend you will not defeat me; as soon as I deal with those phony clowns I will deal with you and I promise you this: the consequences will not be pleasant!" Professor Fantasmo declared.

The professor then decided to turn his attention towards Shaggy, Scooby and Velma who were driving towards him and tried to stop his uninvited guests.

"You meddlers will pay for your interference!" The professor growled as he commanded for the various monsters that were now in the big top to go after the three sleuths.

"Zoinks! Like those creeps are coming after us!" Shaggy exclaimed.

"Ripes!" Scooby added.

"Come on you two we have to figure out a way to escape those monsters" Velma remarked.

The trio of investigators decided to hide in a corner of the big top as they looked around the tent trying to formulate a plan to escape the professor's frightening crew of ghouls and ghosts; suddenly a proverbial light bulb went off over Velma's head.

"Jinkies, I've got it; guys I have an idea but we're going to have to go back down into the big top" the bespectacled sleuth explained.

"Like you've got to be kidding Velma, we wouldn't go back down there for a million dollars" Shaggy replied.

"Reah, rot reven ror rwo rillion reither" Scooby added.

"OK, but would do it for a couple of Scooby Snacks a piece?" Velma asked.

"Like that we'll do it for" Shaggy replied.

"Reah, ri rove Rooby Racks" the Great Dane added.

"Good, because I just happen to have a couple with me right now, so here you go" Velma said, tossing two of the brown cookie shaped treats to each of her two friends; the cowardly pair quickly gobbled the snacks up as the trio walked out from where they were hiding.

"OK you two, let's put out plan into action; hey Professor, Daphne, Flim Flam, nah nah bet you can't catch us!" Velma yelled over to the evil ringmaster and to her now hypnotized friends.

"Well we'll certainly see about that now won't we; go on and get the chest for me Flim Flam" the professor declared, as he sent the young boy now carrying the evil ringmaster's whip and the redhead sleuth after the gang.

The young boy cracked the whip several times sending a barrage of fireballs towards the trio of sleuths, which they managed to avoid; Velma decided to tell her friends the rest of her plan as they listened intently, the trio of detectives then began slowly walking again but once the professor and his slaves looked up to see what was going on they gave chase.

"Those meddlers are headed for the exit, stop them!" Professor Fantasmo declared.

Daphne and Flim Flam on command from the professor ran after Shaggy, Scooby and Velma once again; this time the trio was headed not for the exit but for the calliope, the trio of sleuths headed towards the large musical instrument at top speed and as Flim Flam's ringmaster's whip shot another large fireball towards the gang, Velma decided that this was now the right time to put the final phase of her plan into action.

"Zoinks! Like it looks like we're going to get fried and shiskabobbed all at once!" Shaggy yelled.

"Not yet we aren't, okay you two on the count of three duck underneath the calliope" Velma replied.

"What? Are you crazy Velma, we won't be able to make it under there!" Shaggy said with a frightened and surprised look on his face.

"Of course we can, just trust me ok?" the bespectacled girl remarked.

"Like ok, I just hope this works" Shaggy replied.

"Ready guys?" Velma asked.

"Like I-I guess" Shaggy said with some apprehension in his voice.

"Re roo" Scooby added.

"Alright, one, two, three!" Velma declared.

As soon as their bespectacled companion finished counting, the trio of investigators quickly ducked underneath the calliope; right as the three jumped underneath the large musical instrument, the fireball that the hypnotized Flim Flam shot from his whip hit the great calliope and shattered it to pieces which caused the professor to grimace and shriek at this event.

"No, not the Calliope! Without it my power is lost forever!" Professor Fantasmo yelled as he slowly changed from a younger man into an older gentleman and his true ghostly form.

At that moment his spell on Daphne and Flim Flam was broken; the redheaded teenager held her head wondering what been happening; meanwhile the professor slowly walked over to Daphne to attempt to put her back under his spell.

"It's all right my dear, we can rebuild the calliope, we can make it better and soon my circus will be better than ever" Professor Fantasmo said in a raspy voice as he advanced on Daphne.

"Help, somebody help!" Daphne shrieked as she slowly walked backwards.

"Huh? What's going on?" Flim Flam thought aloud.

"Flim Flam! You're free of that spell" Velma remarked.

"What spell?" Flim Flam replied.

"You mean you don't remember?" Fred remarked.

"No I don't remember anything, why do you ask?" Flim Flam replied.

"Professor Fantasmo had you under a trance and when the calliope was destroyed the spell was broken" Velma explained.

"That must explain why I'm holding this ringmaster's whip" Flim Flam replied.

Meanwhile, the ghostly ring master had slowly walked over to the young boy.

Flim Flam gasped as the Professor approached him, and the young boy finally got to see the Professor's true self up close and personal.

"My boy, don't be alarmed; we can rebuild my calliope bigger and better than ever, things will be just like the way they once were" the Professor said in his now raspy voice.

"No way Professor, you're a gross out and I'm breaking my friends out of this bogus big top!" Flim Flam replied.

Flim Flam still holding the ringmaster's whip motioned for Fred, Daphne, Velma, Shaggy and Scooby to move behind him.

"I'm getting tired of this ringmaster thing; hang on everybody I'm going to end this once and for all!" Flim Flam remarked as he aimed the whip towards Professor Fantasmo, the whip shot a streak of white lightning towards the ghost as he became trapped inside a whirlwind and rose into the air.

"Come on gang, let's get the Chest so we can capture the professor" Fred explained.

The rest of the gang complied with this request as Flim Flam cracked the ringmaster's whip once more and the whirlwind descended towards the ground, and into the Chest of Demons; Flim Flam and Velma then closed the lid shut as the ghostly ringmaster entered his final resting place, where he would stay for good, while the town of Dooville cheered the entire thing.

Later in a large grassy area which was once the grounds of Professor Fantasmo's sinister circus, Scooby Doo, his parents, the town of Dooville and the rest of Mystery Inc. celebrated outside the temporarily relocated house belonging to the Great Dane's parents; the canine's parents were finally getting ready to have a real homecoming celebration for Scooby Doo, except for one thing.

"Welcome home son" Dada Doo said as he raised a glass in a toast.

"Yes, welcome home Scooby" Momsy Doo added as she gave her son a big kiss on the cheek.

"I guess what they say is true, there's no place like home" Velma said as a tear ran down her cheek.

"True, but how are the Doos going to get their home back?" Fred wondered.

The gang's young companion then figured out the perfect idea and walked up to the Doo house with the Professor's whip in hand.

"That's no problem gang, when you're as smart as a whip" Flim Flam said as he aimed the whip towards Scooby's parents' house.

The whip produced a bright light and suddenly the house was magically transported not back to where it originally was, but to a place with blizzard conditions because the house and surrounding area were covered in snow.

"Flim Flam!" the gang said in unison, a little perturbed at the young boy because the spell went somewhat wrong.

"Hey what do you want from me? It's a defective whip" Flim Flam replied, trying to figure a way out of this situation, which needless to say was quite difficult.

Eventually Flim Flam figured out the inner workings of the ringmaster's whip and the Doo house was transported back to Dooville; after the Doo family reunion was finished, along with the gang's visit to Scooby's parents, Mystery Inc. left Dooville and headed back to solving mysteries and tracking down the other ghosts from the Demon Chest.

Even though Scooby's parents were disappointed they knew that their son had a job to do and that was to continue capturing ghosts, ghouls, monsters and other villains; later on Mr. and Mrs. Doo said their goodbyes to their son and the gang with Scooby in tow left Dooville and continued on their worldwide journey which hopefully would lead to all of the 13 Ghosts being captured once and for all, and after that the world would hopefully finally be safe, but until then Mystery Inc. had to continue their ghost chasing exploits, knowing that if they failed the world would never be the same again, not to mention being controlled by evil spirits; deep down Scooby and company knew they could complete their assignment and were quite confident that they could take care of the spirits from the sinister box, and they would get their chance to prove that, while trying to avoid whatever was in store for them in the future.

Author's Notes: Hopefully everyone is enjoying each of my stories that I have written so far; also as always I greatly appreciate everyone's reviews and I thank everyone for giving me them. By the way even though it was mentioned during What's New Scooby Doo?, and the 13 Ghosts of Scooby Doo was aired in 1985, I decided to include a reference to Velma's clown phobia in this chapter and in this story; I think it was a perfect subplot for this particular story because the gang encounters an evil circus ringmaster and I figured it was a good story plot for Velma to have to face her fear of clowns in order to help Shaggy and Scooby. Also Shaggy may seem a bit OOC, but it makes sense when the plot of the story is considered, basically Shaggy acts more like a boyfriend in order to comfort Velma and keep her calm in the face of the terror that she is facing.


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